COMPANY SECRETARIAL PRACTICE

CHAPTER 4: MEMBERS
 4.1 Definition

• Definition of members
• Duties of a member
• Register of members
 Learning Outcomes

• The learners are able to explain the duties of the members.

• The learners are able to understand the content of the Register of
Members.
 Definition Of A Members

 Subscribers to Memorandum and Articles of Associations (CA1965)

 Subscribers to Sec.14 Super form & statement of declaration under
s.14(3)
 Names entered in the Register of Members
 Person who holds share(s) in the company
 Person who have acquired shares before qualifying to act as directors

The Act only recognizes names that appear in the register of

members as lawful members.
 Membership

 Every company must have at least 1 member.

 Sec. 14(1) provides that any person who desires to form a company shall
apply for incorporation to the Registrar.
 The term member and shareholder are usually used interchangeably.
Where a shareholder is considered as a member and vice versa but this
is not always true.
 Definition Of Members

Sec. 2 CA 2016
“Member” means—
(a) in the case of a company limited by shares, a person whose name
is entered in the register of members as the holder for the time being of
one or more shares in the company; or
(b) in the case of a company limited by guarantee, a person whose
name is entered in the register of members
 How To Become A Member?

 Subscribers to the Sec.14 Super form are automatically members of a

company.
 By application or subscription for shares in the company
 By acquisition through a transfer or the transmission of shares in the
company
 Membership - Test

2 tests to determine whether a person is a member:

i. Sign a statement in an application for incorporation under s.14(3)(e) to
state that he is a member, or subscribe to the constitution of company,
or
ii. Entry in the ROM – whether recorded in ROM or Record of Depositors
(ROD).
A person ceases to be a member on transfer of shares and the entry of the
transferee’s name in the register.

 Shares are moveable property. Legal title in a share is vested in the

person to whom the share is allotted or transferred to and whose name is
registered in the ROM.
 Membership – General Rule
Any person may become a member of a company.
However, there are restrictions imposed on some classes of people like:
• Partnership and sole proprietorship
• Minors (applicants must be above 18 years old)
• Joint holder of shares – Constitution may limit the max. number of joint
holders.
• Bankrupt – trustee of bankruptcy
• Deceased member – personal representative
• Insane member – trustee of his estate
• Holding company – sec. 22
• Unincorporated body such as club, association and society – officer of
the organisation.
 Duties Of A Member

 To pay the price of the share allotted to them

 To pay money by virtue of their membership
 To contribute to the company’s debts based on their liability limits during
winding up
 To pay all the debts of an unlimited liability company during a winding up
 Take part in supervising the performance of company & its directors
 Register Of Members

Particulars required:
 Name and address
 Identity Card No/ Passport No
 Nationality/ Race
 Number of shares held
 Share Certificate Number (if applicable)
 Amount paid of shares
 Register Of Members (Cont’d)

 Date of becoming a member

 Date of cessation of member
 Date of every allotment of shares and number of shares allotted
 Date of acquisition/transfer of shares
 Must be kept at Registered Office
 If kept at other place, must lodge Sec 53(2) Form within 30 days to CCM
 Register Of Members (Cont’d)

 Must be opened for inspection by any member without any charge and to
the public on payment of a fee
 Closure of register for the purpose of paying dividend, or
 Making other distributions to members
 Closure must be authorised by a resolution of the board (Sec 53A Form)
 4.2 Shareholders

• Different types of shares

• Differences between shareholders and members
 Learning Outcomes

• The learners are able to explain who are the shareholders.

• The learners are able to differentiate between shareholders and
members.
 Shareholders

 The shareholders are the owner of company through the acquisition of

shares
 They provide the working capital of the company
 They will benefit from any capital growth in the value of the company in
proportion to the number of shares held
 They are entitled to distribution of dividend
 Classes Of Shares

Ordinary Shares
 Equity capital of the company
 Risk bearers
 Entitle to residue profits after payment of dividends
 Right to vote at a meeting
 Entitle to any surplus assets in a winding up
 Classes Of Shares

Preference Shares
 No voting rights at general meeting
 Right to cumulative or non-cumulative dividends
 Priority of payment of dividend
 Participation in surplus assets and profits
 Priority to repayment of capital in a winding-up
 Shareholder Vs. Member

 A member not necessary a shareholder (eg. A company without a share

capital)
 A shareholder may not be a member (eg. Shares acquired but yet to
register in the Register of Members)
 For PLC, shares are registered in the name of Bursa Malaysia Depository
Sdn Bhd (BMD) but it is not a member
 The persons named in the Record of Depositors (ROD) are the member
of the company.
 4.3 Rights of Members/ Shareholders
• Member’s rights
• Shareholder’s right to register shares
• Shareholder’s right to information
• Shareholder’s right to attend meeting and vote
• Member’s rights for management review
 Learning Outcomes

• The learners are able to explain the rights of members and shareholders.
 Member’s Rights

 Copy of Constitution/M&A
 Copy of annual accounts (s.257)
 Access to Statutory books
 Notice of all general meetings – rights to attend and vote (s.293)
 Can appoint proxy (s.334)
 Rights to remove directors (s.206) and auditors (s.276) of the company
 To secure methods of ownership registration (ROM) – s.50
 Member’s Rights

 Rights to freely transfer shares – sec.70

 Access to statutory books – copy of Constitution; inspection & copy of
minutes book (s.342); inspection & copy of ROM (s.55); inspection & copy
of register of substantial shareholders (s.144); inspection & copy of
register of charges (s.362) etc.
 The right to requisition of general meeting (s.311) - the holder of not less
than 10% of the company’s issued share capital or 10% of the total voting
rights.
 The right to convene a general meeting (s.313) – the holder of not less
than 10% of the company issued share capital of the company or 5% in
number of the members of the company.
 Member’s Rights

 The right to have assets of the company protected from misuse or

misappropriation by director, managers and controlling shareholders –
s.221, s.223, s.228, s.59 and s.219.
 Right to be treated fairly – s.346.
 Right to enforce these rights – Oppression of minority interest; winding up
by court (s.218) & Power of court to rectify register (s.103)
 Member’s Rights

Can apply to court:

 To wind up company if it is unable to pay its debts
 Members have fallen below two (2) for public companies
 On just and equitable ground
 Variation of class rights – Holders of not less than 10% in the aggregate
of the issued shares
 Shareholder’s Rights

Their ownership is a responsibility both in term of an on-going obligation

and an eternal vigilance to protect their rights.
 Rights to register shares
 Rights to information
 Rights to attend meeting and vote
 Rights To Register Shares

 On application, it is his right to know whether the shares are allotted to him.
 When allotted, it is his right to be entered in the Register of Members
(ROM).
 It is his right to be issued with the definitive share certificates upon request.
 Upon issuance of certificates, it is his right to get that verified along with the
instrument of transfer.
 Upon verification, it is his right to freely transfer shares according to the
Constitution.
 It is his pre-emptive right to subscribe to new shares (s.85 CA 2016).
 In the case of depository system, it is his right to be entitled to this privilege.
 Rights To Information

 To know about price sensitive information, fair to every shareholder

irrespective of each individual’s shareholdings.
 To inspect the Register of Members, Directors, Charges, Debenture
Holders etc. & get a copy thereof.
 To receive notice of General Meeting (AGM or EGM).
 To receive annual report and audited financial statements.
 To receive quarterly, half yearly and annual accounts.
 To inspect the minutes of General Meetings.
 To be kept informed of what is happening in the company.
 Rights To Attend Meeting And Vote

 To attend General Meetings

 To requisite for the General Meeting
 To get the court to direct the company to call a general meeting
 To appoint proxies to attend & vote at general meetings
 To deliberate and make proposals at General Meetings
 To vote & elect directors and fix their remuneration
 To appoint & remove the company auditors
 To contest for directorship if qualified
 To receive dividends if declared.
 Member’s Rights For Management Review

Sec.195(1) states that the chairperson of a meeting of members of a

company shall allow a reasonable opportunity for members at the meeting
to:
 question
 discuss
 comment, or
 make recommendation on the management of the company.
 Member’s Rights For Management Review (Cont’d)

Sec.195(2) - A meeting of members may pass a resolution under this

section which makes recommendations to the Board on matters affecting
the management of the company.

Sec.195(3) – Any recommendation made under subsection(2) in a meeting

of members shall not be binding on the Board, unless the
recommendation is in the best interest of the company, provided that –
a) the rights to make recommendations is provided in the constitution, or
b) passed as a special resolution.
 4.4 Member Activism

• Definition
• Different forms of activism
• Common demands by shareholder activist
 Learning Outcomes

• The learners are able to understand the demands initiated by

shareholders through activist.
 Definition

 Shareholders are only take account of their own interest and aims.
 The management will often rely on discussions with their largest
shareholders to form a view of what is in the interests of the wider
shareholder base.
 Shareholder activism is a way that shareholders can influence a
corporation's behavior by exercising their rights as partial owners.
 A shareholder activist is a person who attempts to use his or her rights as
a shareholder of a public listed company to bring about change within or
for the corporation.
 Different Forms Of Activism

 write a letter to company outlining demands,

 requesting a meeting with company leadership,
 “withhold the vote” campaigns,
 initiating proxy contests, etc.
 threaten litigation,
 Rallying shareholders and shareholders’ representative organizations in
support of the activist’s goals.
 Activist Shareholders Will Be Attracted

When …
 underperforming stock price (relative to market benchmarks and
industry peers),
 misallocation of capital,
 opacity of executive compensation and company performance,
 a conglomeration of non-synergistic businesses,
 undertaking of a controversial extraordinary transaction.
 Common Demands Made By Activists

 Sell a company / division

 Sell the entire company
 Install new capital structure or reallocate capital
 Suggest that the company pursue different accounting structures (eg.
through tax or sale/leasebacks of real estate)
 Increase dividends or offer special dividends
 Buy back a stake in the company
 Common Demands Made By Activists

 Liquidate the company and pay out an extraordinary dividend

 Change management/board structure
 Reform or eliminate shareholders’ rights plan
 Require majority voting for directors
 Remove / add members to board/management
 Reform compensation packages
 Embark on new strategies
 Reduce costs
 Common Demands Made By Activists

 Initiate proxy fights

 To increase representation on board
 Use financial devices to increase voting power
 to pressure directors to make changes
 Conduct aggressive “diligence” on board members
 Publicize demands using media (including social media such as Twitter)
 Litigate to prevent company actions or to override company rules
 How Can They Approach Those Demands?

 Request meetings with leadership

 Threaten public action
 Issue open letters “to the board”
 Appeal to directors using media (including social media such as
Twitter)
 Behave aggressively on analyst calls or at shareholder meetings
 Threaten withhold campaigns
 Oppose strategic plans
 Attempt to force a sale by leaking information or approaching acquirer
 Offer to buy the company
 Launch short-slate proxy contests
 4.5 Company’s Constitution
• Constitution under Companies Act 2016
• Memorandum & Articles of Associations under Companies Act 1965
• Doctrine of Ultra-Vires
• Non-application of doctrine of constructive notice
 Learning Outcomes

• The learners are able to explain the purpose and importance of the
constitution.
• The learners are able to understand the application doctrine of ultra vires
and doctrine of constructive notice under the Companies Act 2016.
 Constitution

The Constitution is a document contains the external regulations of the

company and also known as company charter.
 Replacing Memorandum & Articles Of Association

 A company, other than company limited by guarantee, may or may not

have a constitution (s.31)
 If a company has no constitution, each director and member shall be
bound by the Companies Act 2016.
 If a company has a constitution, each director and member shall be
bound by the provisions of the Constitution.
 If a company has no Constitution, it may adopt one by a special
resolution.
 The Form Of A Constitution

Company with share capital

 Under existing CA 1965 – the M&A as originally registered [s.34(c)]
 With share capital – whether it has a constitution or not? [s.32(2), 32(3)]
 Companies Limited By Guarantee (CLBG) – Compulsory to have a
constitution (s.38)
 Alteration To Company’s Constitution

 Company may alter or amend constitution [sec. 36]

 Change of name of Company [sec. 28]
 Change from public to private or vice versa [sec.41(1) and (2)]
 Change in capital clause [sec.84]
 Reduce its share capital [sec.115 & 116]
 Alter or add to the Constitution as the court may order under the sec.37,
CA 2016 when application is made to the court for the relief on the ground
that a member or debenture holder has been oppressed or treated
unfairly.

** NOTE: An existing relationship between the company and an outsider is

not affected by any amendments made to the Constitution.
 Alteration To Company’s Constitution

Section 36, CA 2016

A company may by special resolution alter or amend to its Constitution.
Alteration of additions to the articles are however subject to the CA 2016
and to any conditions provided in its memorandum.
 BOD meeting to discuss and decide recommendation
 Directors instruct secretary to convene EGM/ MWR
 21 days notice
 Special resolution
 Lodge amended constitution & Sec.36 Form with CCM within 30 days
after special resolution
 Attach a copy of sec.36 Form and amended Constitution to every copy of
existing Constitution
Alteration Of Constitution – Additional Procedure For
Public Listed Companies
 The Board shall announce to Bursa Malaysia (BM) & to submit to BM a
draft circular to shareholders for approval.
 Upon approval by BM, the secretary shall send the circular together with
notice of EGM to shareholders.
 After passing of resolution by the shareholders, the Board shall
announce to BM and to submit copy of the amended Constitution to BM
 Articles Of Association (CA 1965)

 Stipulates the regulations for the management of the company’s internal

affairs
 Table A
 Constitution of the company under s.34(c) Companies Act 2016
 Contents Of A Company Constitution

Section 35, CA 2016

 Objects of the company
 Capacity, rights, powers or privileges
 Matters contemplated by CA 2016
 Any other matters a company wishes to include
 Matters To Consider

 Whether chairman has a casting vote

 Mode of voting and the form of proxy which should be used if voting by
proxy is permitted
 Retirement by rotation
 Any share qualification for directors
 Borrowing power
 Appointment of executive directors and managing director
 Any special provisions
 Covers The Following Matters

 Definitions of term used in the constitution

 Allotment of shares – share capital and variation of rights
 Lien and calls on shares
 Transfer, transmission and forfeiture of shares
 Covers The Following Matters

 Conversion of shares into stock

 Alteration of capital: increase alteration & reduction
 Modification of class rights
 General meetings: types, business, notices, proceedings etc.
 Votes of members
 Appointment of directors
 Covers The Following Matters

 Powers and duties of directors

 Proceedings of directors: meetings, voting, quorum, chairman, committee,
resolution in writing, minutes
 Managing directors
 Alternate directors
 Secretary: appointment & remuneration
 Common seal : use & custody
 Accounts
 Covers The Following Matters

 Dividends and reserves

 Capitalization of profits & reserves
 Notices of meetings
 Winding-up
 Indemnity
 Object Clause In The Constitution

 “Power” is a legal ability to do something

 “Object” is the purpose for which a company exists.
 The Constitution contains a statement of the objects of the company. It
also contains a list of powers which can be exercised by the company in
achieving those objects.
 The CA 2016 gives full rights, power & privileges of a company under
s.21(1) & 21(2).
 Therefore, an act outside a company’s objects (ultra vires) is no longer
void and the objects are incapable of being changed.
 Doctrine Of Ultra Vires

 Ultra Vires – any act by a company which is beyond or which exceeds or

which is not specified in its objects or powers.
 Common law – Ashbury Railway Carriage v Riche (1875)
o Held: an ultra vires transaction is null and void
o It cannot be ratified even by unanimous decision of shareholders.
 Importance Of Ultra Vires Doctrine

It was deemed importance then:

 It afforded shareholders protection because shareholders were
considered to have the right to know the nature of the company’s
business in which money had been invested;
 It afforded creditors protection because it would ensure company funds
were applied only to the stated objects of which creditors were aware.
 Non-application Of Doctrine Of Constructive Notice
(S.39)

No person shall be deemed to have notice or knowledge of the contents of

the constitution or any other documents relating to a company, due to the
fact –
(a) that the constitution or document has been registered by the Registrar;
or
(b) that it is available for inspection at the registered office of the company
with the exception of documents relating to instrument of charges.
 4.6 Unfair Prejudice & Remedies

• Common law procedure for unfair prejudice

• Redress for members
• Court order as remedy
 Learning Outcomes

• The learners are able to explain the remedies for members oppression.
 Conflict Between Directors & Members

 S.211 reinforces the role of directors. The power is subject to the Act and
company’s constitution.
 S.132 – Directors have the sole authority to declare the payment of
dividends at such time & amount as they consider appropriate.
 Members may pass special resolution to change the constitution to curb
the power of directors.
 Members are not in control with limited votes cannot effect the changes.
 S.31(2) – prevails over company’s constitution – power of directors on
payment of dividends cannot be modified or abrogated.
 Majority may oppress the minority.
 What Is Unfair Prejudice?

 Directors have a fiduciary duty under common law and under CA2016 to
act in the interests of the members as a whole and can be held liable in
the event that they act for the benefit of a subgroup of members or for
their own benefit rather than the members as a whole or even at all.
 The directors have acted in the affairs of the company in the directors’
own interests rather than in the interests of the members as a whole or
acted in any other manner which appears to be unfair or unjust to
members.
 Procedure At Common Law

 Personal Action
 Deprived of his rights as members (Pender v Lushington)
 His property is expropriated (Brown v British Abrasive Wheel Co)
 Representative action
 Action taken on behalf of himself or others
 Derivative action
 Derivative Action

 Proper plaintiff is the company as the wrong was committed by those in

control.
 The Court allows the minority members to commence action against the
wrongdoers.
 Wrongdoers will not consent the company as plaintiff. Thus the company
is named as defendant.
 The Court can order damages to be paid by the wrongdoers to the
company. Company is bound & no further action to be taken against the
wrongdoers in future.
 The result also binds all other members.
 Derivative action is allowed only if the wrongdoers are in control of the
company thus prevented the company from taking action.
 Redress For Members

The CA 2016 retains statutory remedies which include:

 A court order to remedy the matter complained of;
 A statutory derivative action; or
 A court order for an injunction to retrain an act.
 Compulsory winding up by court – s.465(f)
 Complainant – S.345

For the purposes of this Division, “complainant” means—

(a) a member of a company, or a person who is entitled to be registered
as a member of a company;
(b) a former member of a company if the application relates to the
circumstances in which the member ceased to be a member;
(c) any director of a company; or
(d) the Registrar, in the case of a company declared under section 590.
 Remedies In The Case Of Oppression

Sec 346(1) - Any member or debenture holder of a company may apply to

the Court for an order under this section on the ground—
(a) that the affairs of the company are being conducted or the powers of the
directors are being exercised in a manner oppressive to one or more of
the members or debenture holders including himself or in disregard of
his or their interests as members, shareholders or debenture holders of
the company; or
(b) that some act of the company has been done or is threatened or that
some resolution of the members, debenture holders or any class of
them has been passed or is proposed which unfairly discriminates
against or is otherwise prejudicial to one or more of the members or
debenture holders, including himself.
 Court Order - S.346(2)

Include the following or combination of the following items:

 Direct or prohibit any act or cancel or vary any transaction or resolution;
 Regulate the conduct of the affairs of the company in future;
 Provide for the purchase of the shares or debentures of the company by
other members or holders of debentures of the company or by the
company itself;
 In the case of purchase of shares by the company, provide for a reduction
accordingly of the company’s capital; or
 Provide that the company be wound up.
 Proceeding For S.347 & S.348

 Give 30 days’ notice in writing to directors of his intention to apply to the

court for leave to take proceedings on behalf of company – s.348(2)
 After 30 days lapse, the complainant apply to the court for leave
 Once court granted leave to complainant, he should initiate derivative
action within 30 days from the grant of leave.
 Sec.347(3) - The right of any person to bring, intervene in, defend or
discontinue any proceedings on behalf of a company at common law is
abrogated.
 Court’s Consideration

 The complainant is acting in good faith.

 It appears prima facie to be in the best interest of the company for the
court to grant leave.
 Power Of Court

S. 350 - In granting leave under this section and sections 347 and 348, the Court
may make such other orders as the Court thinks appropriate including an order—
(a) authorizing the complainant or any other person to control the conduct of the
proceedings;
(b) giving directions for the conduct of the proceedings;
(c) for any person to provide assistance and information to the complainant,
including to allow inspection of the company’s books;
(d) requiring the company to pay reasonable legal fees and disbursements incurred
by the complainant in connection with the application or action, or pending the
grant of the leave or pending the grant of any injunction by the Court hearing
the application for leave under this section; or the costs of the complainant, the
company or any other person for proceedings taken under this section, including
an order as to indemnity for costs.
 4.7 Liability Of Members
• Scope of liabilities
• Liabilities for Calls & Forfeiture
• Effect on alteration of the Constitution
 Learning Outcomes

• The learners are able to determine the liabilities of members.

 Liability Of Members

 Sec 192(1) - A member shall not be liable for an obligation of a company

by reason only of being a member of the company.

 Sec 192(2) - The liability of a member of a company is limited to—

(a) in the case of a company limited by shares, any amount unpaid on a
share held by the member;
(b) in the case of a company limited by guarantee, any amount which the
member has undertaken to contribute to the company in the event
of it being wound up;
(c) any liability expressly provided for in the constitution of the
company; and
(d) any liability as provided for under this Act.
 Liability For Calls & Forfeiture

 Sec 193(1) - If a share renders its holder liable to calls or imposes a

liability on its holder, that liability attaches to the shareholder for the time
being, whether or not the liability became enforceable before the share
was registered in the name of that shareholder and is not attached to a
prior shareholder.
 Sec 193(2) - Subject to sections 82 and 83, if all or part of the
consideration payable in respect of the issue of a share remains
unsatisfied and the person to whom the share was issued no longer holds
that share, the liability in respect of the unsatisfied consideration remains
with the person to whom the share was issued or any other person who
assumed that liability at the time of issue and does not attach to the
subsequent shareholders.
 Alteration Of Constitution

 Sec 194 - Unless a shareholder agrees in writing, the shareholder is not

bound by an alteration of the constitution of a company that—
(a) requires the shareholder to acquire or hold additional shares in the
company more than the number held on the date the alteration is
made; or
(b) increases the liability of the shareholder to the company.
 4.8 Beneficial ownership

• Definition of Beneficial Owner (BO)

• Applicable laws
• Role of Company Secretary in BO reporting framework
 Learning Outcomes

• The learners are able to determine who are beneficial owner.

• The learners are able to explain the obligation of the company secretary
under the BO reporting framework.
 Definition – Beneficial Owner

 Sec 2, Companies Act 2016

 The ultimate owner of shares and does not include a nominee of any
description.
 Who Is Beneficial Owner?

Companies with share capital

An individual who fulfils in one or more test of the following:
a) Directly or indirectly has interest in 20% or more of the shares
b) Holds direct or indirect voting rights in 20% or more of the voting shares
c) Has the right to exercise significant control whether formal or informal
over the company or its directors
d) Is the member of the company, and under an agreement with another
member of the company, control the majority of the voting rights in the
company, or
e) Has the rights to exercise, or actually exercises dominant influence or
control of the company.
 Who Is Beneficial Owner?

Company without share capital

An individual deemed to be a beneficial owner or have control over the
CLBG after fulfilling one ore more of the following test:
a) Has the right to exercise significant control whether formal or informal
over the company or its directors
b) Has the right or power to directly or indirectly appoint or remove a
director
c) Has the right to exercise, or actually exercises dominant influence or
control over the entity has controlling interest.
 Interest In Shares – S.8(4)

A person shall be deemed to have an interest in a share where a body

corporate has an interest in a share and—
(a) the body corporate is, or its directors are accustomed, or is under an
obligation, whether formal or informal, to act in accordance with the
directions, instructions or wishes of that person in relation to that share;
(b) that person has a controlling interest in the body corporate; or
(c) that person or his associates, or that person and his associates are
entitled to exercise or control the exercise of not less than twenty per
centum of the votes attached to the voting shares in the body corporate.
 Power Of Company To Require Disclosure

Sec 56 of CA2016 empowers a company to require a disclosure:

 From any member whether he is holding share as beneficial owner or as
trustee;
 From a person who has an interest in a share of a company whether he
has interest in share as beneficial owner or s trustee;
 From any member whether the voting rights held by him is a subject of an
agreement or an arrangement under which another person is entitled to
control those rights.
 Section 56, Companies Act 2016

 Sec 56 details out the procedure in obtaining beneficial owner information

& how such information is to be recorded in Register of Members
 Sec 56(6) - the Registrar may invoke his power to require a company to
request beneficial owner information from its shareholders as and when
necessary
 Failure to comply subject to penalty of RM50,000 or imprisonment of 3
years or both.
 Section 68, Companies Act 2016

 Declaration in Annual Return as to whether or not the shareholders are

holding shares as beneficial owner or as trustee.
 Separate annexure on the beneficial owner information must be lodge
together with the annual return.
 Failure to comply subject to penalty of RM50,000 and RM1,000 each day
for continuing offence
 Role Of Company Secretary

Under Companies Act 2016

 Ensure that the beneficial owner information received from companies is
accurate and verified before entering in ROM
 Lodge with ROC within 14 days after the beneficial owner information is
entered in ROM
Under Anti-Money Laundering and Countering Financing of Terrorism
Act 2001 (AML/CFT)
 Conduct Client’s Due Diligent (CDD) & verifying BO information
 Obligation under Suspicious Transaction Reports (STR)